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MANTI HOLDINGS v. AUTHENTIX ACQUISITION

No. 354, 2020.

261 A.3d 1199 (2021)

MANTI HOLDINGS, LLC, Malone Mitchell, Winn Interests, Ltd., Equinox I. A Tx, Greg Pipkin, Craig Johnstone, Tri-C Authentix, Ltd., David Moxam, Lal Pearce, and Jim Rittenburg Petitioners Below, Appellants/Cross-Appellees, v. AUTHENTIX ACQUISITION COMPANY, INC., Respondent Below, Appellee/Cross-Appellant.

Supreme Court of Delaware.

Decided: September 13, 2021.

Reargument Denied: October 1, 2021.

Attorney(s) appearing for the Case

John L. Reed, Esquire (argued), Peter H. Kyle, Esquire , Kelly L. Freund, Esquire , DLA PIPER LLP (US), Wilmington, Delaware; for Appellants/Cross-Appellees Manti Holdings, LLC, Malone Mitchell, Winn Interests, Ltd., Equinox I. A Tx, Greg Pipkin, Craig Johnstone, Tri-C Authentix, Ltd., David Moxam, Lal Pearce, and Jim Rittenburg.

Samuel A. Nolen, Esquire (argued), RICHARDS, LAYTON & FINGER, P.A., Wilmington, Delaware; Andrew Hammond, Esquire , Michelle Letourneau-Belock, Esquire , Bryan Beaudoin, Esquire , WHITE & CASE LLP, New York, New York; for Appellee/Cross-Appellant Authentix Acquisition Company, Inc.

Before SEITZ, Chief Justice; VALIHURA, VAUGHN, TRAYNOR and MONTGOMERY-REEVES, Justices.

In 2017, a third-party entity acquired Authentix Acquisition Company, Inc. ("Authentix"). The cash from the merger was distributed to the stockholders pursuant to a waterfall provision. The Authentix common stockholders received little to no consideration. A group of common stockholders filed a petition...

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